Securities code: Jilin University Zhengyuan Information Technologies Co.Ltd(003029) securities abbreviation: Jilin University Zhengyuan Information Technologies Co.Ltd(003029) Announcement No.: 2022010 Jilin University Zhengyuan Information Technologies Co.Ltd(003029)
Announcement on using some idle raised funds for cash management
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. Investment type: low-risk investment products with high safety and good liquidity. Relevant products meet the principal guarantee requirements, and the investment period of a single product does not exceed 12 months. Investment products shall not be pledged.
2. If the amount of the idle fund is more than RMB 8.2 billion, it can be used within the valid period of 12 months from the date when the resolution of the board of directors is passed.
3. Risk warning: the financial market is greatly affected by the macro-economy. There is a risk that the investment income does not meet the expectations due to the impact of market fluctuations, as well as the risk of principal damage due to the issuer Jilin University Zhengyuan Information Technologies Co.Ltd(003029) (hereinafter referred to as “the company” or ” Jilin University Zhengyuan Information Technologies Co.Ltd(003029) “) held the 11th meeting of the 8th board of directors and the 12th meeting of the 8th board of supervisors respectively on March 16, 2022, deliberated and adopted the proposal on cash management of idle raised funds and entrusted financial management of idle self owned funds. In order to improve the use efficiency of idle funds of the company, It is agreed that the company will use idle raised funds with an amount of no more than RMB 282 million for cash management without affecting the construction of investment projects with raised funds and the normal operation of the company. The details are as follows:
1、 Basic information of cash management with idle raised funds in the previous time
On January 13, 2021, the company held the fifth meeting of the eighth board of directors and the fifth meeting of the eighth board of supervisors, deliberated and adopted the proposal on cash management with some idle raised funds, and agreed that the company would not affect the normal operation of the company and the construction of investment projects with raised funds, Use idle raised funds with a limit of no more than 400 million yuan (inclusive) for cash management. At the same time, the management of the company is authorized to exercise relevant decision-making power within the limit, sign relevant contract documents, and be responsible for handling the specific matters of the company’s use of idle raised funds for cash management. The service life is 12 months from the date of deliberation and approval by the board of directors of the company
Valid within. As of January 10, 2022, all cash management products purchased within the above authority have been expired or redeemed.
For details, please refer to the company’s disclosure on cninfo (www.cn. Info. Com. CN.) Announcement on cash management using some idle raised funds (Announcement No.: 2021003) and redemption announcement on cash management of some idle raised funds (Announcement No.: 2022001).
2、 Basic information of cash management using idle raised funds this time
(I) investment purpose
In order to improve the utilization efficiency of the company’s funds, under the condition of not affecting the construction of investment projects with raised funds and the normal operation of the company, make rational use of some idle raised funds for cash management, optimize economic benefits and obtain more returns for the company and shareholders.
(II) investment quota and term
According to the company’s current use of funds, the construction progress of investment projects with raised funds and considering maintaining sufficient liquidity, the company plans to use idle raised funds of no more than RMB 282 million for cash management. The service life is effective within 12 months from the date of deliberation and approval by the board of directors. The above amount is within the validity period of the resolution, and the funds can be accumulated and used. The cash management of idle raised funds shall be returned to the special account for raised funds upon expiration. (III) investment varieties and safety
The company will strictly control risks and strictly evaluate investment products in accordance with relevant regulations. The varieties of idle raised funds for investment are low-risk investment products with high safety and good liquidity, including but not limited to agreement deposits, structured deposits, large certificates of deposit, notice deposits and other varieties. The relevant products shall meet the requirements of principal guarantee, and the investment period of single products shall not exceed 12 months, Investment products shall not be used for pledge.
(IV) term of validity of the resolution
Valid within 12 months from the date of deliberation and approval by the board of directors.
(V) implementation mode and authorization
The board of directors of the company authorizes the management of the company to exercise relevant decision-making power and sign contract documents within the limit of this proposal, and is responsible for arranging and handling the specific matters of the company’s use of idle raised funds for cash management.
(VI) income distribution mode
The product income belongs to the company.
(VII) information disclosure
The company will timely fulfill the obligation of information disclosure in accordance with the provisions of relevant laws and regulations, such as the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, and so on.
3、 Investment risk and risk control measures
(I) investment risk
Although the products that the company intends to invest with idle raised funds are low-risk investment varieties with high safety and good liquidity, the financial market is greatly affected by the macro economy. The investment has the risk that the investment income does not meet the expectations due to market fluctuations and the risk of principal damage due to the issuer. The company will intervene appropriately and timely according to the economic situation and changes in the financial market, but it does not rule out the risk that the investment will be affected by market fluctuations, resulting in unexpected actual income.
(II) risk control measures
1. The company uses idle raised funds for cash management. It is only allowed to trade with financial institutions with legal business qualifications, and shall not trade with informal institutions. An investment product account must be established in the name of the company for trading, and it is not allowed to use the account of others to operate investment products. The investment products shall not be pledged, and there shall be no behavior of changing the purpose of the raised funds in a disguised form. At the same time, it shall ensure that the normal progress of the raised funds project will not be affected.
2. The management of the company exercises the investment decision-making power, including but not limited to selecting high-quality cooperative financial institutions, clarifying the amount and period of cash management, and selecting the variety of cash management products. The Finance Department of the company is responsible for organizing the implementation, timely analyzing and tracking the progress of cash management projects of financial institutions. Once adverse factors are found or judged, corresponding preservation measures must be taken in time to control investment risks.
3. The company’s internal audit department is responsible for supervising the use and custody of cash management funds and reporting to the audit committee of the board of directors.
4. The independent directors and the board of supervisors of the company have the right to conduct regular or irregular inspection on the cash management, and can hire professional institutions to audit when necessary. Once adverse factors are found or judged, corresponding preservation measures will be taken in time to control investment risks.
5. The company will carry out fund management in strict accordance with the requirements of relevant rules and regulations such as the Listing Rules of Shenzhen Stock Exchange, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the articles of association and the management system of raised funds, and will strengthen the analysis and Research on relevant product targets, Earnestly implement various internal control systems of the company and strictly control investment risks.
4、 The impact of this cash management event on the company’s operation
The company insists on standardizing operation, maintaining and increasing value and preventing risks. On the premise of ensuring that the normal operation of the company, the normal progress of the investment plan of the company’s raised funds and the safety of funds, the company uses some idle raised funds for cash management, which will not affect the daily operation of the company and the normal development of the investment projects of the raised funds. Through timely cash management of idle funds, the company can improve the efficiency of fund use, obtain certain investment income and seek more return on investment for the company’s shareholders.
5、 Relevant approval and special opinions
(I) deliberations of the board of directors
At the 11th meeting of the 8th board of directors of the company, the proposal on the use of idle raised funds for cash management and idle self owned funds for entrusted financial management was deliberated and adopted, and it was agreed that the company would use idle raised funds of no more than RMB 282 million for cash management without affecting the normal operation of the company and the construction of investment projects with raised funds.
(II) deliberation of the board of supervisors
At the 12th meeting of the 8th board of supervisors of the company, the proposal on cash management of idle raised funds and entrusted financial management of idle self owned funds was considered and adopted. The board of supervisors held that the company should carry out cash management of idle raised funds within the authorization period on the premise of ensuring the normal operation of the company and the working capital required by raised investment projects, It will not affect the company’s business development and the implementation of raised investment projects, there is no behavior of changing the purpose of raised funds in a disguised form, and it can improve the efficiency of fund use and increase the company’s income. There is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. The board of supervisors of the company agrees that the company uses idle raised funds for cash management this time.
(III) opinions of independent directors
The independent directors believe that the company uses idle raised funds of no more than RMB 282 million for cash management on the premise of ensuring that the normal progress of the company’s investment plan of raised funds, the safety of raised funds and the normal operation of the company are not affected, which is conducive to improving the use efficiency of idle funds and increasing the investment income of the company, It will not affect the normal production and operation activities of the company and the normal implementation progress of raised investment projects, and there is no situation that damages the interests of the company and all shareholders. The decision-making and deliberation procedures of this matter are legal and compliant, and comply with the provisions of relevant laws, regulations and normative documents such as the stock listing rules of Shenzhen Stock Exchange, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies. Therefore, the company agrees to use idle raised funds for cash management.
(IV) verification opinions of the recommendation institution
China Merchants Securities Co.Ltd(600999) believes that: Jilin University Zhengyuan Information Technologies Co.Ltd(003029) the cash management of idle raised funds has been deliberated and approved by the board of directors and the board of supervisors, and the independent directors have expressed their explicit consent; The company has fulfilled the necessary approval and decision-making procedures, complied with the relevant provisions of the Listing Rules of Shenzhen Stock Exchange (revised in 2022), the articles of association and other relevant provisions, and there is no situation that damages the interests of the company and all shareholders. In conclusion, the recommendation institution has no objection to the cash management of Jilin University Zhengyuan Information Technologies Co.Ltd(003029) using idle raised funds.
7、 Documents for future reference
1. Resolutions of the 11th meeting of the 8th board of directors;
2. Resolutions of the 12th meeting of the 8th board of supervisors;
3. Independent opinions of independent directors on matters related to the 11th meeting of the 8th board of directors;
4. China Merchants Securities Co.Ltd(600999) verification opinions on Jilin University Zhengyuan Information Technologies Co.Ltd(003029) using idle raised funds for cash management and idle self owned funds for entrusted financial management.
It is hereby announced.
Jilin University Zhengyuan Information Technologies Co.Ltd(003029) board of directors
March 16, 2002
